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New words:
absence, addressed, Addressing, aggressive, al, Argentina, Arizona, aware, Bushansky, CAAP, calendar, center, Clawback, communicated, communicating, communication, compliant, context, Cordova, County, court, Crawley, delisted, depict, deregistered, dismissed, Dissenting, District, encourage, enjoin, enjoining, expedient, forthcoming, Gray, inclusion, inconsistent, injunctive, instituted, Intermediate, intervene, Jonestown, Kent, letter, Los, master, matter, max, merger, output, par, Parent, pause, Pennsylvania, permissible, Platinum, portfolio, POs, possession, purportedly, putative, Rancho, refuse, release, relief, remeasurement, remitted, ROU, satisfaction, section, shrink, shrinkage, skill, Southern, spoiled, Stein, surviving, Sweeney, Tempe, thousand, tight, unclear, undertaken, underway, unhedged, venture, voluntarily, Wolverine, Wroclaw
Removed:
acquiring, acting, amortize, applied, appointment, Bell, billion, CAM, charged, collection, content, Conversely, defer, determinable, ESL, estimation, extending, extinguishment, FAST, Fastenal, forma, Grainger, graph, GWW, HEI, HEICO, Helicopter, ineffective, investee, judgmental, KLX, KLXI, Latin, length, manager, measuring, minimizing, MSC, MSM, nominal, peak, persuasive, pro, Proposal, rebate, reflective, reinvestment, renewed, resume, retained, sharing, TDG, tier, title, Transdigm, undistributed, unrealized
Financial report summary
?Risks
- Our inability to complete the Merger, or to complete the Merger in a timely manner, including as a result of the failure to obtain required regulatory approvals or the failure to satisfy the other conditions to the consummation of the Merger could negatively affect our business, financial condition and results of operations.
- Failure to complete the Merger could trigger the payment of a termination fee, and, whether or not the Merger is
- consummated, we have incurred and will continue to incur significant costs, fees and expenses relating to professional
- services and transaction fees.
- Uncertainties associated with the Merger may cause us to lose key customers or suppliers and make it more difficult to
- retain and hire key personnel, and the Merger may disrupt our current plans and operations or divert management’s
- attention from our ongoing business.
- Military spending, including spending on the products we sell, is dependent upon national defense budgets, and a reduction in military spending could have a material adverse effect on our business, financial condition and results of operations.
- We are subject to unique business risks as a result of supplying equipment and services to the U.S. government directly and as a subcontractor, which could lead to a reduction in our net sales from, or the profitability of our supply arrangements with, the U.S. government.
- If we lose significant customers, significant customers materially reduce their purchase orders or significant programs on which we rely are delayed, scaled back or eliminated, our business, financial condition and results of operations may be adversely affected.
- We operate in a highly competitive market, and our failure to compete effectively may negatively impact our results of operations.
- We do not have guaranteed future sales of the products we sell, and when we enter into Contracts with our customers we generally take the risk of certain cost increases, and our business, financial condition, results of operations and operating margins may be negatively affected if we purchase more products than our customers require, product costs increase unexpectedly, we experience high start-up costs on new Contracts or our Contracts are terminated.
- If suppliers are unable to supply us with the products we sell in a timely manner, in adequate quantities and/or at a reasonable cost, while also meeting our customers' quality standards, we may be unable to meet the demands of our customers, which could have a material adverse effect on our business, financial condition and results of operations.
- Our business is highly dependent on complex information technology and our business and operations could suffer in the event of cyber-security breaches.
- Our implementation of a new WMS could adversely affect our business, financial condition and results of operations or the effectiveness of our financial reporting processes, including our internal controls over financial reporting.
- We may be unable to retain personnel who are key to our operations.
- There are risks inherent in international operations that could have a material adverse effect on our business, financial condition and results of operations.
- Our international operations require us to comply with numerous applicable anti-corruption and trade control laws and regulations, including those of the U.S. government and various other jurisdictions, and our failure to comply with these laws and regulations could adversely affect our reputation, business, financial condition and results of operations.
- Changes in trade policies, including the imposition of additional tariffs, could negatively impact our business, financial condition and results of operations.
- Our total assets include substantial intangible assets, and the write-off of a significant portion of our intangible assets would negatively affect our financial results.
- Changes in U.S. tax law have affected and may continue to affect our business, financial condition and results of operations.
- If any of our customers were to become insolvent or experience substantial financial difficulties, our business, financial condition and results of operations may be adversely affected.
- We or our suppliers or customers may experience damage to or disruptions at our or their facilities caused by natural disasters and other factors, which may result in our business, financial condition and results of operations being adversely affected.
- We are dependent on access to and the performance of third-party package delivery companies.
- A significant labor dispute involving us or one or more of our customers or suppliers, or a labor dispute that otherwise affects our operations, could reduce our net sales and harm our profitability.
- We may be materially adversely affected by high fuel prices.
- Our financial results may fluctuate from period-to-period, making quarter-to-quarter comparisons of our business, financial condition and results of operations less reliable indicators of our future performance.
- We incur significant costs as a result of operating as a publicly traded company, and our management is required to devote substantial time to public company compliance requirements and investor needs.
- We are subject to health, safety and environmental laws and regulations, any violation of which could subject us to significant liabilities and penalties.
- Our operations involve risks associated with the handling, transportation, storage and disposal of chemical products that may increase our operating costs and reduce our profitability.
- If the temperature control systems on which we rely fail, certain of the chemical products we sell may become “non-conforming” while in storage or in transit, and as a result, we may be responsible for providing replacement products to our customers, which could have a material adverse effect on our business, financial condition and results of operations.
- Our reputation and/or our business, financial condition and results of operations could be adversely affected if one of the products we sell causes an aircraft to crash.
- We sell products to a highly regulated industry and our business may be adversely affected if our suppliers or customers lose government approvals, if more stringent government regulations are enacted or if industry oversight is increased.
- In the event the Merger Agreement is terminated, we may be unable to successfully consummate or integrate future acquisitions, which could negatively impact our business, financial condition and results of operations.
- The results of the United Kingdom’s referendum on withdrawal from the European Union may have a negative effect on global economic conditions, financial markets and our business, which could reduce the price of our common stock.
- Our substantial indebtedness could adversely affect our financial health and could harm our ability to react to changes to our business.
- The terms of the Credit Facilities and other debt instruments may restrict our current and future operations, particularly our ability to respond to changes or to take certain actions.
- The price of our common stock may fluctuate significantly, and you could lose all or part of your investment.
- We have no plans to pay regular dividends on our common stock.
- In the event the Merger Agreement is terminated, provisions of our amended and restated certificate of incorporation and amended and restated bylaws and Delaware law might discourage, delay or prevent a subsequent change of control of our Company or changes in our management and, as a result, depress the trading price of our common stock.
- In the event the Merger Agreement is terminated, future sales of our common stock in the public market could lower our share price, and any additional capital raised by us through the sale of equity or convertible debt securities may dilute your ownership in our Company and may adversely affect the market price of our common stock.
Management Discussion
- Consolidated net sales increased $126.0 million, or 8.0%, to $1,696.5 million for the year ended September 30, 2019 compared with $1,570.5 million for the year ended September 30, 2018. The $126.0 million increase reflects higher sales across all major product categories including chemicals, ad hoc hardware and Contract hardware. For the year ended September 30, 2019, net sales increased $69.9 million, $28.3 million and $27.8 million for chemical, ad hoc hardware and Contract hardware, respectively. The net sales increase benefited from continued market growth and reflects the Company’s strong position with major customers. In addition, approximately $9.6 million of the $126.0 million net sales increase in the current year represents higher revenue from end-of-contract related sales compared with the prior year. Ad hoc and Contract sales as a percentage of net sales represented 24% and 76%, respectively, for 2019, which was unchanged from the prior year.